


We Can Be Heroes

by glymr



Category: Sky High (2005)
Genre: Backstory, Blow Jobs, Cunnilingus, Emotional Porn, F/M, Fluff, Hand Jobs, Happy Ending, Implied/Referenced Child Abuse, M/M, Multi, Past Child Abuse, Polyamory, Smut, Threesome - F/M/M, Worldbuilding
Language: English
Status: Completed
Published: 2018-07-18
Updated: 2018-07-18
Packaged: 2019-06-12 15:53:03
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 9,486
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/15343242
Author URL: https://archiveofourown.org/users/glymr/pseuds/glymr
Summary: Snapshots of Will, Warren and Layla's junior and senior years at Sky High.





	We Can Be Heroes

**Author's Note:**

  * For [BridgetMcKennitt](https://archiveofourown.org/users/BridgetMcKennitt/gifts).



> I signed up for the Not Ready For Prime Time gift exchange this year, but I screwed up and included one of the recipient's few DNWs in the story.
> 
> This new story is a replacement gift, written with the recipient's likes in mind and hopefully none of her dislikes this time! Although it contains some of the same themes in regards to world building, this is not a re-written version of the other story, but rather an entirely new fic. 
> 
> Bridget, I am so sorry that I messed up the first story. I can only imagine how disappointing that must have been. I hope that this new story passes muster and that it makes up a little for that moment of unhappy discovery. Please do let me know if I inadvertently screwed up again, so that I can try to fix it!

Of course, it wasn’t that easy.

It was going to take more than an award (inscribed with other peoples’ names) to shift decades of cultural standards. And even if you could change people’s minds overnight (without the benefit of a mind control ray or telepathy), the teachers had their curricula already planned out for the remainder of the year. They couldn’t just scrap everything and start over in the middle of the semester.

The fact that anything at all changed that first year was probably only because the Strongholds exerted considerable pressure, socially and financially. They were the first ones to suggest that the heroes should be required to learn the same skills as sidekicks - since, after all, you never knew when someone might come up with a ray gun that could neutralize your special abilities.

There was a fair amount of pushback. Parents who didn’t want their hero children associating with sidekicks - and the reverse. Teachers, too, had difficulty. ‘Sidekick’ teachers had trouble controlling unruly ‘hero’ students. ‘Hero’ teachers grumbled about wasting their time on ‘sidekick’ students.

It wasn’t until their junior year that things really started to shift.

Coach Boomer nearly quit, muttering about ‘political correctness run amok’ and ‘coddling the whiner babies’. But he lit up at the chance to help redesign the “Save a Citizen” challenges to incorporate more real world situations, even when those situations were less adversarial.

Principle Powers herself had stepped down, but she returned to teach a brand new class called _People and Powers_ , the theme of which was, “How can my powers help the world?” There was supposed to be no more power shaming, which was obviously impossible to implement or enforce. But with the worst of the upperclassmen bullies either graduated or being rehabilitated elsewhere, with two of the strongest students hanging out with the “sidekick crowd” all the time, and with a brand new generation of superpowered individuals who didn’t know anything different, attitudes started to evolve.

***

_He was standing at the edge of a cliff, Layla on one side of him, Warren on the other. Surrounding them were every villain he’d ever heard of, from the minor leagues to the worst of the worst. Royal Pain was there, of course, leading the charge, with Baron Battle close behind. Even people who were supposed to be dead were there._

_And somehow Will knew, he knew that the three of them weren’t going to win this one. They were going to die._

_They’d taken his flight from him, so there was no way he could get his friends out of there. But he still had his strength._

_He took Layla’s hand, tugging her close, kissing her softly as the villains seemed to pause and wait, jeering, but not coming any closer. Then he picked her up and threw her, as hard and as far as he could, until she landed in the ocean far, far away. It would probably kill her, but better that than to die here, at the hands of monsters._

_Then he turned to Warren and reached for him, wrapped a hand around the back of his neck, and tugged him into a kiss as well. Again, the world seemed to pause and wait, to watch, to hold its breath. And then he picked up Warren and threw him too, watching him arc into the horizon and land with a splash._

_He turned his back on them, on the ocean, on the sunset, and faced his enemies._

_The blare of his alarm clock sounded, and he blinked blearily at the ceiling._

***

“It’s a stupid power,” Anna said bitterly. At the teacher’s Look, she bit her lip. “Sorry, Ms. Powers. But it is. I can’t see how I can possibly help the world by turning into a rubber ball.”

“It’s certainly an unusual ability,” said Ms. Powers. “Can anyone think of a way it might help the world?”

Layla was the first to raise her hand. “Do you float in water? You could help rescue drowning people.”

Anna’s expression turned thoughtful for a moment before becoming a frown again. “I do float, but people couldn’t grab on to me very well. They’d slip right off.”

\\\n

“Your clothing comes with you, right?” Magenta said. “You could carry things to people who needed them, like Ethan.” The class had already found several benefits to Ethan’s power, like being able to reach trapped people by dripping through small spaces. Since anything he wore melted and came with him, after some experimentation they’d found that he could wear a coat and fill his pockets with food and water bottles that would reconstitute when he did.

“I can’t get through small spaces, though,” Anna said.

“But you can float. Do you need to breathe? How long can you stay a ball?” Ethan said.

Anna shrugged. “I don’t need to breathe, but I do need to eat and sleep and, uh, things like go to the bathroom,” she said.

“Still, that’s lots of time,” Zach said. “What if someone made a harness they could put on you after you changed? Something with handholds people could grab on to? You could save tons of people that way!”

Anna’s face changed. This was Layla’s favorite part of the class, seeing the unhappiness fading a little and the beginnings of something like hope gleaming through. Looking around, Anna said, “Do you really think something like that could work?”

“Yeah! Why not?” Zach said cheerfully.

***

Warren settled into his usual spot at the lunch tables across from Will and Layla. Magenta, Ethan and Zach were working on a special “search and rescue” team project together, so it was just the three of them today.

“It sounds like it upset you,” Layla was saying.

“It did not,” Will said. “It was just weird, okay?”

“What was weird?” Warren said.

“Nothing-” Will said at the same moment as Layla said, “Will had a bad dream.” Will glared at her.

Will had bad dreams? Warren used to dream about his father getting out of prison and coming after him and killing all his friends, but that was actually a possibility. What could Will, with his perfect life, possibly have bad dreams about?

“He dreamed he threw you and me off a cliff,” Layla said. Warren knew her well enough to know when she was teasing, but Will, oblivious as usual, almost spit his milk across the table.

“Like I said, it was to save you!” yelped Will. His lips folded into something like a pout. “I shouldn’t have told you.”

The interplay between Will and Layla always made Warren smile. He tried to suppress it, but Layla caught the look and beamed at him, which made the corners of his mouth turn up despite himself. He took a bite of his sandwich to cover it.

Will clearly felt the need to explain, though honestly, listening to other people’s dreams was pretty much the most boring thing in the world as far as Warren was concerned. But Layla was right, Will was upset, so Warren shut up and nodded in the right places and made noises of encouragement.

“...so then I kissed Layla, and threw her as hard as I could out into the ocean, even though I knew it would probably kill her,” Will said after a fairly convoluted beginning. “And then I turned to you and threw you-”

“What, I didn’t get a kiss?” Warren said, yanking Will’s chain.

Will froze, his mouth slightly open. Warren watched in fascination as Will’s cheeks grew red. “I - I - no! And even if I had, it was a dream, it didn’t, it wouldn’t mean anything!”

Had Will dreamed about kissing him? Warren blinked. Will’s lips pushed out in a pout again, and Warren had to admit that they did look, maybe, a little kissable…

He gave his head a shake and glanced guiltily at Layla. She was watching the two of them, grinning, and there was a speculative look in her eyes that worried him. Warren remembered it from when she’d asked him to be her fake date to the prom.

“Whatever,” he shrugged and finished his sandwich. “So you threw me off the cliff, too, huh?”

“Yeah,” Will said, looking relieved. “And then I turned to fight, like, every villain ever, and I knew I was gonna die, but I hoped that maybe you guys had made it at least, and then...I woke up.”

Layla and Warren were both silent for several long moments. Then Layla said quietly, “Don’t you dare ever try to protect me like that.”

“Yeah,” said Warren. “You’re not getting rid of us that easily.”

With a helpless shrug, Will said, “It was just a dream.”

***

Warren thought a lot about the dream as he worked at his part-time job that evening. Will had said he’d protected both of them, first Layla, then him. He might even have kissed both of them. Warren wondered if… could it mean that he saw them the same way?

Catching the thought, Warren squashed it with prejudice, as he would an annoying bug. Like he always did when thoughts like that showed up. He didn’t dare let it grow. If he did, it would eat at him.

He didn’t dare let himself think about Will like that.

Layla was...Layla was okay to think about like that. She was so into Will, and even if Warren slipped or said or did something, she would forgive him and Will probably wouldn’t even notice. And even though she was with Will, and Will was his best friend, and it was _not cool_ to think about your best friend’s girlfriend like that, as long as it stayed inside his head, it was no one else’s business.

Sometimes Warren even imagined them together, and that was okay, too, because he could pretend he was thinking about Layla. But Will...no. He couldn’t think about Will like that, not without Layla to make it safe. He sure as hell couldn’t afford to think about Will _feeling_ anything like that for him. That would be delusional, and Warren had first-hand, terrifying experience of what happened when you let your delusions take over.

His father had taught him that.

***

Save the Citizen had always been one of Will’s favorite parts of school, but it was so much better now. Last week Ethan, Magenta and Zach had given their presentation on on how they would work together to save trapped miners. Zach’s ability to provide endless light that didn’t rely on electricity or chemicals had been invaluable, as had Magenta’s ability to shrink and move around, and Ethan’s ability to melt and squeeze between tiny cracks. Even Coach Boomer had been impressed, giving them an A+.

Now he watched as the building went up in flames. They could all hear the automated citizenbot on the upper storey crying out, “Save me! Save me!”

Warren nodded to Layla, and she lifted her hands. Vines sprouted from the ground and swarmed up toward the roof. Warren jumped and held on to them as they grew. They wove themselves together and over the windowsill, holding his weight. When he got close to the window, he clambered up the last few feet and went through.

Will’s heart was in his throat. He’d never realized how much Warren disliked his violent, destructive power. Not until that one day in class, when Warren had shrugged and said sourly, “ _I can fight bad guys with it, but it’s really only good for hurting people._ ”

Now he appeared at the window again, a look of intense concentration on his face. This was harder for him than making fire. That came naturally to Warren, as naturally as flight had come to Will. But extending the protection that surrounded his body to other people was something he had to work to maintain, as they’d discovered with practice and trial and error in Ms. Powers’ class. Will wondered if the difficulty had something to do with not liking to be touched. Warren always seemed to stiffen up or pull away when Layla or Will even brushed up against him, so they tried to avoid it.

As Will watched, Warren clambered down the vines again, one arm wrapped around the citizenbot, holding it close. It had gotten a little singed, but it was still crying out, “Save me! Save me!”

When he got to the bottom of the vines, there was a crackling roar from the house, and Warren gasped and threw himself down on the ground, covering the citizenbot with his body. A wave of flame rolled over them. Will could feel the heat on his face and arms, but he leaned forward anyway. Had Warren-?

The flames subsided. As they died down everyone could hear the muffled, “Save me! Save me!” coming from underneath Warren.

There was a moment of quiet, and then the audience began to applaud and cheer. Slowly Warren pushed himself up, wiping the soot from his face as he did so. Will caught sight of a tear track streaking through it before Warren smeared it away.

***

It started when they’d gone swimming together. It was so hot that day, and Will had flown them both to a place up in the mountains, a cold, clear lake that you couldn’t get to by car. She’d seen Will in his bathing suit lots of times. They’d played in a kiddie pool together when they were toddlers and they’d made out a few times since they’d started going out, so seeing him shirtless wasn’t especially new or exciting.

Warren, though…

Warren wore his leather jacket and jeans all the time. The only time she ever saw him in anything different was when he was working one of his part-time jobs, and then it was usually a uniform of some kind. Not exactly sexy.

So when he came out from behind the tree where he’d changed into his swimsuit, it was something of a shock to realize how gorgeous he was.

His torso was long and lean, his muscles defined, but in the way of a person who does steady and regular physical labor, not in the way of a person who lifted weights. Her skin and Will’s seemed washed out in comparison to the rich bronze of his. He dove into the water in a smooth, easy arc and she took a gasping breath and glanced over at Will.

He was staring, too, his eyes wide. He caught her glance and his mouth quirked up in a sweet smile. “Wow,” he said, and she knew exactly what he meant.

This was why she loved him, she thought, her heart swelling. Sometimes he was annoyingly oblivious, but other times he understood her so well - understood and accepted. Another guy might have been jealous or insecure, but Will just grinned in sheepish recognition, perfectly in concert with her. _Wow, I never realized Warren was so hot. I bet you didn’t either, huh?_

“You’re wonderful, you know that?” she said, and kissed him, then laughed at his pleased, bewildered expression.

“I am? What did I do?”

Yep, that was Will, caring and empathetic one moment, and floundering and lost the next. “You’re just you,” she said, and tugged him into the water after her.

***

“You win,” Warren said, tossing the controller down with disgust.

Will crowed, but quietly. “Yeah! Who’s the man!”

Warren rolled his eyes. “I bow to your superior Xbox skillz,” he said sarcastically, and yawned. “It’s late, we should probably sleep.”

“I guess,” Will said. “It’s not like we have school tomorrow.” But he got up and turned off the game, then flipped the lightswitch. Warren snuggled down into his sleeping bag and heard the creak of Will’s bed as the other boy flopped onto it.

Warren was starting to drift off when Will whispered, “Hey, Warren?”

“What?” Warren said sleepily.

“Did you and Isa ever...do anything?”

He and Isa had gone out for about a month before mutually deciding they had nothing in common. “Do anything? Like what?”

“ _You_ know,” Will said. “Like, did you make out with her? Get to, uh, first base? Second base?”

It wasn’t like Will to gossip. Warren could practically hear him blushing. “We made out a few times,” he said.

“Were you ever, like. Worried?”

“Worried? We never got that far, it’s not like I could have gotten her pregnant,” Warren said.

“Not about that. About your,” his voice dropped even more, until Warren could barely hear him. “About your power.”

“You mean,” Warren said carefully, “was I afraid that I would burn her accidentally?”

“Yeah,” Will said, relief in his voice. “Like that. Were you ever worried about that?”

“My power’s not really like that,” Warren said slowly. “It’s pretty much either on or off, but I have to want it to be on, you know? It doesn’t just happen unless I decide to make it happen.”

“Oh,” Will said in a small voice.

Silence fell between them as Warren tried to figure out how to ask the self-evident question. Finally he gave up and said, “Have you and Layla…?”

There was a small sound as though Will blew out a breath. “We’ve messed around, but-” he stopped. “I don’t want to push her, you know? I want to wait until she’s ready.”

Warren knew that was probably true. It was also blindingly obvious that it wasn’t the full story. “Are you worried,” he said, “about your strength?”

The reply was faint, a whisper in the darkness that Warren had to strain his ears to catch. “Yeah.”

Warren thought about it. “You’ve never hurt anyone before,” he said. “Never...lost control.”

“Yeah,” Will said. “But what if…” His voice shook.

“Have you asked your dad?” It seemed like the obvious thing to Warren. They both had super strength, surely his dad could reassure Will if anyone could.

“I tried. He got embarrassed and kind of, talked around it.” For a moment irritation rose in Warren. At least Will had a dad he could talk to about stuff like this. Will could push a little harder, or his dad could be a little more open.

But he thought about Will’s dad, who was a really nice guy, but kind of traditional and who got even more awkward than Will about this kind of stuff, and nodded to himself. “What about your mom?”

Will made a squawking sound. “I couldn’t talk to my _mom_ about that!” he said.

“Why not?” Mrs. Stronghold had always seemed pretty chill to Warren. Practical and nice, kind of like his own mom, who’d given Warren ‘the talk’ when he’d been eleven.

“I just, I can’t, okay?” He shifted in his bed. “Just, forget I said anything.”

Warren stared into the darkness. “You ever jerk off?”

Will made another interesting sound. “Of course I jerk off,” he said.

“You don’t hurt yourself doing that, right?”

He could practically hear Will’s eyeroll. “No, but that’s me, I’m like, super all over, you know?”

“I could do it,” Warren said, then squeezed his eyes shut. What the hell? Why did he say something like that?

“What?” Will’s voice was startled. Of course it was, what was Warren thinking?

“I could - I could jerk you off, and you could see if you could, uh, control yourself,” Warren said.

“You’d...do that for me?” Will said.

Warren blinked and took a deep breath. “Sure, I mean, it’s no big deal, right? Just an experiment.”

“But I don’t want to hurt _you_ , either!” Warren could hear the frustration in Will’s voice.

“I’m a lot tougher than Layla,” he said. “I mean, not that Layla can’t handle herself,” he added hastily, “But you know I’ve gotta be super-resilient. Remember how you threw me into a wall the first time we fought?”

“Yeah,” Will said, sounding thoughtful. It was something they’d been talking about in their _People and Powers_ class lately, how a lot of them had secondary powers, especially if they had two super parents. The secondary power was usually minor and got ignored in favor of the main, or most dramatic power, except in cases like Will’s, where the secondary power was just as amazing as the primary power.

Warren had thought for awhile that he might have super resilience, but he hadn’t wanted to make a big deal out of it. Bragging about your powers was pretty uncool.

“I mean, I guess,” Will said, “if it doesn’t weird you out. I’d be thinking of Layla the whole time, though.”

“Well, yeah,” Warren said. “Of course you would.”

Neither of them moved or spoke for a long moment. Then Warren shifted, sitting up.

“You don’t have to,” Will said.

“I don’t mind,” Warren said. He clambered into the bed next to Will. “It’s just to try, right? So you feel better about being with Layla.”

“Yeah,” Will said, sounding breathless. “Yeah, of course.” Warren put out a hand and felt the flannel of Will’s pajama top. He slid it down a little, finding the buttons, feeling his way. “Door,” gasped Will. “Lock the door. If my parents-”

“Shit, yeah,” Warren said. He scrambled out of the bed and stumbled across the room to lock the door, then paused there for a second, breathing hard. What the hell was he doing, anyway?

Whatever it was, it was too late to stop, he decided. He made his way back to the bed. The clock on Will’s bedside table read 3:27. Warren held his breath and reached out again.

This time he found skin. Will had shucked his pajama top. As Warren’s hand drifted down, Will wriggled. “Don’t,” he muttered. “‘m ticklish.”

Warren stored that thought for later and dipped his hand lower, to the waistband of Will’s pajamas. Even lower, to feel Will through the fabric.

He was hard. Warren wasn’t sure why that surprised him, considering what they’d been talking about and what they were doing, but somehow he’d thought he’d have to do more. He didn’t say anything, just tugged at Will’s waistband, and Will reached down and yanked off his pants and underwear all at once.

This was for Will, Warren reminded himself. This was so he could feel comfortable with Layla, so he’d know he wouldn’t hurt her or throw her across the room accidentally. That image was actually a little funny, and he found himself smiling as he wrapped his hand around Will’s dick.

“Fuck, Warren,” Will whispered harshly. Will almost _never_ swore. Warren gripped him a little tighter, trying to figure out the angle and rhythm on someone else. Would Will want it harder and tighter than a normal person, since he had super strength? Or just like Warren did it to himself?

He could wrap an arm around Will from behind, but that would pin him right up against Will’s back, and that would be way too intimate. Instead, he swung one leg over Will’s and straddled him, sitting on his thighs and leaving both hands free to stroke.

For this to be a good test, he’d have to get Will excited enough to really lose it. Warren’s own heart was pounding, and he was hard, of course he was hard, but it didn’t matter. This was about Will. This was for Will. For WIll and Layla.

He started stroking. “Like this?” he whispered. “Or do you do it harder?”

“That’s good,” Will whispered back. “That’s. God.” Warren felt Will’s hips shifting under his legs and made himself slow down just a little. There was a trickle of precome on the tip, so he smeared it around and down. This time the jerk of Will’s hips physically moved Warren.

He almost almost said, ‘Easy,’ but then he remembered, they needed Will to get excited, get overwhelmed. So he gave another stroke, and then another, listening. Will was panting. Warren wished he had night vision. He wanted to see Will’s face. He thought about leaning over and kissing him, thought about slipping his tongue between Will’s parted lips.

No, Will would freak out for sure. He kept stroking. Will wasn’t huge, but he wasn’t tiny, either. Proportional, thought Warren. Warren thought he was a little bigger than Will, but it was hard to tell from this angle. He imagined taking out his own dick and lining it up next to Will’s, stroking them together, and couldn’t help shudder that ran through him at the thought.

There was a strangled sound and an answering shudder from Will’s body. Warren could feel Will’s dick getting even harder. He slowed down and Will made a frustrated noise.

“Put your hands on my thighs,” murmured Warren, and Will stilled for a second, then did it. Warren kept moving, up and down, not fast enough, letting his thumb trail down the underside, just under the head where he knew it felt really good. Will gripped his thighs, but not hard enough to bruise. Not even hard enough to hurt.

This was it. This was the moment. But Warren didn’t want to finish it. Once it was over, they would never do this again. He let go, drawing a whimper of protest from Will that turned into a sharp, “Wha-?” as Warren slid down his body and, before he could change his mind, took Will into his mouth.

Will’s hips jolted up, almost gagging Warren before Will froze and pulled back. “What the - what are you doing?”

Warren gave a hard suck in answer. What did Will _think_ he was doing? Will’s hips quivered, but he didn’t push up again. Warren knew he’d surprised him, yet Will still hadn’t hurt him. Now for the last part of the test.

Reaching out, Warren gripped Will’s hands and put them on his shoulders. Will was trembling. Warren let his head sink down and back, slowly, sucking and licking. Will’s hands tightened on his shoulders. “Warren, please,” whispered Will.

Will was begging him. Jesus. Lust washed through Warren in a wave, and he couldn’t help humping the mattress, once, twice, before putting his full attention back on Will where it belonged.

He worked Will a little longer, feeling Will’s hands tightening, then loosening again as Will restrained himself. Finally Will whispered, “I’m- Warren, I’m-” Warren gave another suck and Will went silent, his hands squeezing almost to the point of pain. Almost. His dick jerked against Warren’s tongue and viscous fluid filled his mouth. Warren made a face and swallowed.

He could feel Will’s hands on his shoulders. They rested there lightly as Warren let Will’s dick slip out of his mouth, his eyes closed.

“Are you hard?” whispered Will.

Warren swallowed again. “Yeah,” he admitted.

Will tugged at him, then pulled him up bodily, rolling Warren over on his back, shoving him down. He put his hand unerringly on Warren’s erection, which was pushing his cotton underwear and pajamas out of shape. Warren couldn’t help but push up into Will’s grip. “I’m gonna return the favor,” Will said.

“Okay,” Warren said. Somewhere in the back of his mind he knew that that wasn’t what this was supposed to be about, but he couldn’t bring himself to stop Will now. He tugged down his own pants and his whole body shook as Will took him in hand. In his strong hand, that could crush Warren if he wanted, if he lost control - but then, that was true for almost anyone. Even a normal person could hurt you, intentionally or inadvertently. “I trust you,” he said to Will, and heard the shuddering intake of breath in response.

At first the grip was too light, a tease. “More,” he said, “harder.” Will’s hand tightened, little by little, until it was just enough, and Warren said, “Like that.” The orgasm was building up in him and Warren didn’t even try to stop it, couldn’t stop it.

“Will,” he said, and Will didn’t say anything, but his hand kept moving and Warren bit his lip as the pleasure crested and spilled out of him.

As the feeling faded, Warren stared out into the dark room. Slowly, Will’s grip loosened, then moved away. He turned and lay on his back next to Warren, their shoulders touching in the twin-sized bed.

“I don’t. I don’t know what I’m going to say to Layla,” Will said softly.

 _Layla_. Warren opened his mouth and closed it again. Finally he shifted and said firmly, “It was an experiment. That’s all.”

A breath in the darkness. “Yeah,” Will said, finally.

“Heck, you did it for her!” Warren said, suddenly angry.

“Okay,” Will said. “Yeah.”

Warren grimaced. It wasn’t like this was going to happen again. Layla would get to be with Will probably for the rest of their lives. Sitting up, he said, “I’m going to get cleaned up.”

“Okay,” Will said again.

When Warren got back to the room, Will was pretending to be asleep. Warren bedded back down on the floor and closed his eyes.

***

“So then we-” Will stopped, swallowing hard, and looked at where Layla sat next to him on the roof, her head tilted inquiringly.

Warren blew out a breath in obvious frustration. “You’re telling it wrong,” he said. Layla turned and looked at him where he sat on the far side of Will. “He did it for you,” he said. “He was afraid of hurting you, when he-” he looked away, “so I offered to...I offered-”

Will watched as Layla’s brows knitted. He felt sick and guilty and scared out of his mind, but he had to do this. He had to tell her the truth. Even if it meant losing her. “You offered to have sex with him?” she said, her tone even.

“No! Well, sort of,” Warren said, who was so brave, who was trying to put his body in front of everyone else’s like he always did.

“Yes,” Will said. “He offered to jerk me off, to see if I could control myself.”

Her eyes slid back to him. “And you weren’t worried about hurting him because - because he’s stronger than I am?”

“I’m pretty sure I have super-resiliency,” Warren said quickly, “as a secondary.”

Her eyes widened a fraction, her lips turning up just a tiny bit and parting as though she wanted to congratulate him. But instead she just nodded, the expression fading back into blankness after a moment. She looked between them.

“And so you,” she made an abortive gesture with her hand.

“Yeah,” Warren said, which was good, because Will was having trouble speaking. “I did. And I also, uh...”

“He - he used his mouth,” Will said.

Her eyes went round. “Oh. I see.”

“And then I jerked him off,” Will said in a rush.

She tucked her chin down, looking past the edge of the roof. “And Warren didn’t get hurt?”

“No,” Warren said. “Not even a little. Not even when he, uh, got excited.” It was hard to see in the moonlight and the light from the window, but Will was pretty sure that Warren was blushing so hard that if they’d been in full sunlight it would have been obvious.

“Okay,” Layla said. Her eyes were still focused on the ground below, not looking at either of them. “So...what now?” Neither of them said anything. She lifted her head, staring into the distance instead. She looked at Will. “Do you want to break up?”

“No!” he yelped. “No, I don’t, I’m sorry, please-”

She lifted a hand to stop him. Her shoulders relaxed slightly. “Neither do I,” she said.

Relief flooded him.

“But can we just go back to the way things were before?” she asked.

“Why not?” Warren said irritably. “It didn’t mean anything.”

That hurt. Will looked at Warren, then back at Layla’s clear eyes.

“I suppose,” she said, “I could have sex with Warren.”

 _Layla and Warren?_ The thought jolted Will and he gave a startled laugh. Warren’s hands on Layla, his arms wrapped around her, kissing her, touching her-

“No,” Warren said firmly, looking at Layla.

Her mouth softened the way it did when she was hurt. “I guess I’m not your type-”

Warren snorted. “Believe me, Layla. Having sex with you would _not_ be any kind of hardship.” Will had to close his eyes for a second. Warren was attracted to Layla. It made sense, Layla was beautiful. Lots of guys liked her. But Warren had always kept his distance.

Because Layla had been Will’s girlfriend for exactly as long as he and Warren had been friends, he realized.

Layla’s eyes opened wider, her lips parting. “It wouldn’t?”

“No, of course not. But two wrongs don’t make a right. If what we did hurt you, I’m sorry, and I’ll try to make it up to you. I can promise you that it won’t happen again.” A stab of disappointment went through Will at those words, even though he knew Warren was right. “But hurting Will in turn won’t fix anything.”

“You’re right,” Layla began, but Will found himself interrupting her.

“I didn’t say I’d be hurt,” he said.

Both Warren and Layla froze. “You - you wouldn’t?” Layla said finally.

Will made himself breathe, made himself think. “If it were anyone else, I think I would,” he said slowly. Certainly the idea of any other guy putting his hands on Layla made Will’s gut churn. “But Warren is…” He couldn’t find the word he wanted. He didn’t know how to convey that the idea of Warren’s hands on Layla didn’t make him jealous, it made him, it made him...hard.

Layla took his hand. “Warren is special,” she said, smiling.

Will grinned back in relief. “Yeah,” he said. He reached over and took Warren’s hand, warm and slightly calloused, in his. Warren looked like he’d been hit in the head with a two-by-four. He looked like he had the first time he realized he could extend his fire protection over other people. “Warren’s special,” Will said.

***

“Can I ask you something?” Layla said.

Warren looked at her warily and she almost took back the words. She knew how much Warren hated talking about himself. But she really wanted to know, so she went on, “You know the story of how I discovered my ability, and you were _there_ when Will came into his-”

“Yeah, thanks for that,” WIll interjected.

“-but I never heard the story of how you first manifested your powers.” She was pretty sure he would tell them, even though whenever anyone else had asked he’d changed the subject or brushed it off with a joke. In their _People and Powers_ class, he’d claimed he had a stomach ache and gone home early the day that Ms. Powers had told everyone that they’d be sharing their ‘first time’ stories.

Warren scowled down at his snack as though it had personally offended him. “It’s not a nice story,” he mumbled. “Not like everyone else’s.”

Will’s ears perked up at that. Layla was pretty sure that Will hadn’t really noticed Warren’s evasions before, but now he was clearly thinking about them. His eyebrows drew together. “Do you not want to talk about it?” he asked, awkward but kind, as always.

Warren still wouldn’t meet their eyes. Eventually he gave a half shrug and said, “If you really want to know, I’ll tell you. But don’t say I didn’t warn you.”

Layla nodded. Will got up and took out the lemonade, refilling everyone’s glasses without further comment. This spring was warm, much warmer than usual, and the three of them had met at Will’s house by mutual agreement to work on homework. With Will’s parents on vacation in Hawaii, there was the possibility that homework might not the only thing that got...done. Layla’s stomach twisted pleasantly in anticipation at the thought.

After taking a sip of lemonade, Warren set down the glass and said flatly, “I was seven. My dad tried to burn me.”

She couldn’t quite control her gasp of horror, couldn’t quite stop her hand from rising and covering her mouth. Catching Will’s eye, she saw that he was equally shocked, his dark eyes gone wide.

“Yeah,” Warren said. “My mom, she can manipulate water, but only in small amounts. The smaller the amount, the better control she has. She can put a single drop of water anywhere she wants, or throw up to maybe a kiddie-pool’s worth of water at something, but it’ll get everywhere when she does it. She used to tell me that the drop of water can be more effective - it can break almost any electronic device, she said, if she puts the water in the right spot.” He traced his fingers lightly through the condensation on his glass. “My dad breathed fire, you know. I was terrified of him.” Layla wanted to reach out, to wrap her arms around Warren, but she couldn’t move. “He mostly yelled a lot. Once or twice he blew fire on me, but always when my mom was there. She protected me. Shielded me using her power.” Layla realized she was biting her lip, but couldn’t make herself stop. “One day I accidentally ruined something important. I overwrote a file on the computer, I think. He was so mad.” Warren swallowed. After all this time, Layla realized, he was still scared of his father. “He grabbed my hands and,” he shuddered, “set them on fire.”

Will set down his glass and scooted his chair closer to Warren’s, close enough that their shoulders brushed. It used to be that Warren would stiffen and pull away when they did things like that. Now he leaned into Will, just a little.

“I screamed, and my mom came running. She panicked, pulling in enough water to soak the room and pouring it over me. Dad was furious, shouting at her about flooding the house, she was crying, and I - I screamed at them both to stop it. And then I threw a fireball at him.”

“What did he do?” whispered Layla, afraid of breaking the spell. Warren had never told them so much about himself before.

“He was happy,” Warren said, and Will choked. “He was _proud_.” He shook his head. “When I was a little older, he told me that I could join him when he took over the world. We would work together, father and son.” Will closed his eyes, and Layla knew he was thinking of his own father, and how he’d said something very similar when Will’s own powers finally manifested. “The very next week my mom took me and ran. She changed our names, so I went from being Warren Battle to Warren Peace. She became Alitta Peace.” He picked up one of the apple seeds on his plate, fiddling with it. “Not long after that my dad was caught and went to prison. It was one of the happiest days of my life.”

“So,” Will said, and he sounded so hopeful that it hurt to hear, “you didn’t hate my dad for putting your dad away? I always thought-”

“Are you kidding? I was grateful,” Warren said.

“But that day at school, you attacked me...I thought you hated me,” Will said.

“I didn’t hate you. I was scared,” Warren said. “I thought everyone would hate _me_ because of who my dad was. I thought that if I didn’t go in and show everyone that I wasn’t a pushover that I would get beaten up every day.”

“Oh,” Will said, and Layla couldn’t help but smile a little. Will’s relief was palpable. “You sure seemed mad,” he said, mildly reproachful.

“The fireballs I was throwing that time weren’t actually that hot,” Warren said. “Like an alcohol fire.” He closed his hand and opened it again, and a flame danced in his palm. He held it out to them. After a second Layla put her hand over his. It was hot, but she saw what he meant as the flame crawled along her skin and left it unburned. “And I wouldn’t have hit you with one anyway. I wanted to put on a show, not hurt anyone.” He sighed. “I’m sorry. I was a complete dick. It wasn’t personal, though. Everyone thought I would go after you, so I did. I wanted everyone to think I was crazy. I wanted them to leave me alone.”

“But you came and talked to me,” Layla said slowly. “At the Paper Lantern that night.” Will stirred guiltily.

Warren shrugged. “You were so unhappy. And we weren’t at school. I didn’t realize that when you stopped being afraid of me that everyone else in your crowd would, too,” he said, his expression turning rueful.

“I’m glad you did it,” Layla said. “Aren’t you?”

“Yeah,” admitted Warren. He pulled his hand back, the flame going out, and looked over at Will. “I am.”

“Me too,” Will said, giving both of them a goofy grin that made Layla’s heart soar.

***

In the beginning Warren wasn’t sure how the three of them would even work. Will had wanted to tell everyone that they were all together, and Warren had firmly explained that that wasn’t an option. Enough people hated his dad that the last thing he wanted was for people to know how close he’d gotten to the two of them. It was bad enough that everyone knew he was best friends with them.

Besides, it was no one’s business but theirs.

It hurt Will at first to keep it a secret. Warren had finally managed to frame it as a matter of secret identity: a known threeway couple in both the superhero world and the everyday world would surely draw unwanted attention. Will had brightened a little, he loved the idea of having a secret identity, and could argue for hours the merits of wearing a mask as a superhero versus a pair of glasses as a real estate agent.

Not telling everyone had the added benefit that their parents let them do things they might otherwise be wary about if they’d known the truth.

Things like letting the three of them go on a camping trip together during their senior year.

Layla turned and smiled at them from where she’d created their ‘tent’, made from trees and branches and interwoven plants, all still alive. “I left an opening in the ceiling so we can look at the stars,” she said. “If we get cold or if it rains, I can close it.”

“Sounds good,” Warren said. He made a last adjustment to the wood Will had gathered - only from fallen trees, per Layla’s request - and gave it a quick, hot burst to get it started. It flared up satisfyingly.

Layla settled next to him and started rummaging through the bags. She pulled out a bag of marshmallows and three metal skewers, handed them to him, and extracted chocolate bars and graham crackers.

“S’mores for dinner?” Warren said, bemused.

“Why not?” she said. “We’ll have to graduate and go out and be responsible heroes who set good examples soon enough. For tonight, we should do what we want.”

“Sounds good to me,” Will said as he touched down lightly, his arms full of pillows. Layla looked up and laughed.

“Will, we don’t need that many pillows!” she said. “None of us has more than one head!”

Will looked offended, then grinned shyly. “Hey, you said to fly back and get pillows, I got pillows! We’ll just have to find a use for them.”

Warren didn’t say anything, he just pulled open the bag of marshmallows and started toasting one of them over his hand.

“Oh that’s cheating,” Will said, tossing the pillows into the makeshift ‘tent’. “You’ve gotta toast it over the open fire with the rest of us slobs.”

“Excuse you,” said Warren, “What’s the point of having flame powers if you can’t use it to toast marshmallows perfectly?”

“He has a point,” said Layla, spearing a marshmallow of her own.

They spent the evening teasing each other, eating s’mores and eventually some of the real food they’d brought as well. The sun set slowly, dipping behind the mountains and casting long shadows across the lake and forest. Eventually the stars began to come out.

Warren lay with his head in Layla’s lap, staring into the black sky filled with brilliant pinpoints of light. “It’s so different from the way it looks in the city,” he said wonderingly. “So much brighter.”

“Yeah,” Will said softly. He was sitting behind Layla, rubbing her shoulders as she stroked Warren’s hair. “I’m so glad I can show you both this place. As soon as I came here I wanted to share it with you.” He leaned forward and kissed Layla’s neck. She made a small, contented ‘hmmm’ sound and tilted her head, inviting him to continue.

All afternoon and evening, as they’d chatted and played, there had been a tension in the air. Not nervousness, just...anticipation. Warren gazed up at the two of them, Will’s eyes closed as he trailed his lips down Layla’s soft skin. Layla’s eyes were open, reflecting the firelight as she smiled down at him. Behind them the sky stretched into infinity.

“Will’s birthday was last month,” Warren said.

“I remember,” said Layla. “I was there.”

“We’re all over eighteen, now,” Warren noted, unfazed by Layla’s lightly sarcastic tone.

Will lifted his head and peered down at Warren over Layla’s shoulder. “What’s your point?” he said, grinning.

They all knew what the point was.

“Nothing,” said Warren. “Just making idle conversation.” He shifted so he could slide one hand up Layla’s leg. If they’d hiked up here, she would surely have worn jeans, but since Will had flown them, she hadn’t bothered to change out of her skirt. Warren gently tugged the fabric aside and cupped her knee.

“Mmm,” she said again. She relaxed back into Will, still looking down at Warren. She was smiling, joyful and just a tiny bit smug. Warren couldn’t blame her. He felt the same way. Leaning over, he kissed the side of her knee, then a little higher on her leg. She gave a sigh and arched slowly, her hips making a leisurely undulation up and back.

He let his fingers trace lightly up her thigh, feeling her twitch. Her hand came down to rest lightly on his head, twining in his long hair, then over his shoulder. She gave a little tug and drew him up until he was facing her. Will was nuzzling at the shell of her ear, his arms wrapped around her waist as she lay back against him, letting him take her weight.

“Warren,” she said.

He leaned down to kiss her, slow and soft. Her mouth was warm, her lips just slightly sticky from the marshmallows. He could feel her smiling against his mouth and it made him smile in turn.

He’d never dreamed it could be this easy with someone, let alone with two people. His parents had fought almost constantly. A part of him wondered, had they ever had something like this? Something that felt so tender and comfortable and right?

And if they had, would this last? Or would they end up the way his parents had?

He shuddered a little and pulled back.

“What is it?” Layla said.

“Nothing,” he said. He wouldn’t be like his father, he swore to himself. He would die rather than end up like him.

Will spoke then. “Hey.” Warren looked at him, meeting his eyes over Layla’s shoulder. “It’s all right. There’s nothing the three of us can’t handle.”

It was such a Will thing to say, blindly optimistic and absolutely certain. Warren felt better anyway. He wasn’t his dad, and neither Layla nor Will was anything like his mom, and with Will’s sweetness and Layla’s strength he was sure that, even if something did go wrong, they wouldn’t let him hurt anyone. They would try to save him, because that was what they did.

“My heroes,” said Warren, and he meant it to be light, but it didn’t come out that way. It sounded almost like a prayer. He darted forward and kissed Will over Layla’s shoulder, aggressive in his embarrassment.

Will gentled him, unwinding one arm to touch Warren’s face. Layla ran her hands up and down his chest, pushing them under his t-shirt and over the skin of his stomach, his abs, his pecs. “Take your shirt off,” she whispered. Reluctantly, he pulled back from Will and stripped his shirt off over his head, careful to toss it well away from the fire.

Layla sighed happily. “You’re beautiful,” she said, and Warren ducked his head. Guys weren’t supposed to be beautiful. On the other hand, guys weren’t supposed to do a lot of things he’d done and planned on doing.

He let himself sink down, toying with the edge of Layla’s skirt - God, he loved her flowy skirts - before pushing it up to reveal her crossed legs. She unfolded them and stretched them out, parting them around him. At her small sound he glanced up to see Will playing with her nipples, rolling them between his fingers where they were peaked against the thin fabric of her shirt.

The sight made him shake, made the lust burning in him leap and twist. He gasped and pushed down between Layla’s legs, hiking her skirt up the rest of the way.

He’d expected to encounter the practical cotton of her underwear. He hadn’t expected that she wouldn’t be wearing anything beneath the flowy skirt. He gasped again, the sight of her fanning the flame in him even higher, and felt her giggle, which cut off with a small, “Oooh.”

Unable to wait any longer, he pressed forward, licking her. She squealed, but parted her legs more, trembling against him. He let himself sink into it, licking and sucking her as she squirmed and shook. She was so wet, making his face and chin sticky as he bent to his task. Gradually he felt her clit swelling and hardening. The sounds she was making, breathless murmurs and cries, became more urgent.

Suddenly she jerked under him, her hips moving in sharp little thrusts. He kept his mouth on her, sucking at her, and she gave a strangled cry. Her back arched and she went silent. He could feel the pulse fluttering against his lips and didn’t let up until she pulled back, gasping out, “No more, no more.”

He grinned and lifted his head. Will had gotten her shirt off entirely at some point, and she looked like something straight out of an erotic fantasy: her coppery hair in disarray, her nipples still tight and hard, a flush spilling down her neck and breasts as she sprawled against Will’s chest.

Will grabbed him and tugged him forward, licking into his mouth, tasting her. Sharing her. Warren writhed, he was so hard, he wanted them both so much…

Eventually Will sat back, his eyes wide and dark. Layla stirred and sat up as well. “Come on,” she said. She stood up, a bit unsteadily (to Warren’s secret delight) and led them into the ‘tent’ she’d created.

It was more of a room, branches interwoven around them, a few stars showing through the window she’d left in the ceiling. They’d spread out and layered sleeping bags, blankets and pillows over the soft grass, making it as appealing as any mattress, and much bigger.

Layla lay down in the middle of it and glanced from Will to Warren and back again. Something seemed to pass between her and Will, because he nodded and reached for a bag he’d stashed at the side of the ‘room’ while she turned to Warren and said, “Take off your pants.”

He did so, and turned to find that Will was doing the same. He wished he had a little more light. He loved looking at them, at the freckles on Layla’s shoulders, the long, pale line of Will’s back.

Will moved behind him and wrapped an arm around his chest. They were nearly the same height these days, Will having gotten a growth spurt even as Warren’s stopped. Reaching around him, Will wrapped one hand around the base of Warren’s dick, and with the other smoothly slid on a condom.

“Uh-” gasped Warren, Will’s hands on him sending a sharp thrill through him. He tried to turn, to catch Will’s lips, but Will stopped him, turning him bodily toward Layla instead.

“You want her,” Will said, confident.

“I want both of you,” Warren breathed.

“Good,” said Layla. “Come here.” He knelt down next to her, letting his hands drift over her soft breasts. “Warren,” she said, “I want you to fuck me while Will fucks you. Is that all right?”

The crude words sent sparks through him. He’d never heard Layla swear, not even when she was furious or in pain. “Yes,” he managed.

He felt Will behind him, pressing against him. Warren loved his strength, loved the ease with which he could move them both, loved knowing that Will would never, ever use it to hurt them. Closing his eyes, Warren let Will shift him, make him straddle Layla. Layla’s hips rose to meet him, and he let himself sink down and-

And he was inside-

Something slick and cool dripped against his ass. He moved around, trying to make things easier, and felt Will’s chuckle roll over his skin.

“Don’t worry,” Will said. “I can fly, remember?”

And, oh-

Warren had tried this on his own, learned how to accept something pushing inside him, so when Will’s slick cock nudged up against him, he took a breath and made himself relax. Will pressed forward, slow but steadily, his weight lightening and then becoming heavy again as he used his flight power to find the best angle. All at once he glided the rest of the way in, and then-

And then Will was inside _him-_

Warren made a strangled sound as they both began to move, Layla’s hips pumping up and back while Will held steadily in place, arching down, taking him, and he had them-

He had them _both-_

It was impossibly good. Wrapped up in them, held, pleasure singing, spiking, like nothing he’d ever felt before.

He didn’t want it to end, but there was no stopping the orgasm that took hold of him, wringing him dry as he shuddered between them.

He collapsed and felt Layla’s arms going around him, Will’s lips on the back of his neck. For a long, quiet moment, they lay like that, covering him. Then Will pulled out of him - oh, Will was still hard - and Warren rolled over to one side and watched as Will removed his own condom and replaced it with a fresh one.

Then he leaned down and Layla rose to meet him. Warren didn’t feel left out, he felt...privileged, to be a part of this, a part of them. To be allowed to watch as Will thrust into Layla, as she threw her head back and wrapped her legs around him and whimpered.

Watching Will come was one of the most amazing things Warren had ever seen, even in the dim starlight. Afterward, he and Will made Layla come again, using their hands and mouths, and that was just as wonderful.

When they were finished, they lay curled together, staring up at the stars, Warren between them.

***

_He was standing at the edge of a cliff, Layla on one side of him, Warren on the other. Surrounding them were every villain he’d ever heard of, from the minor leagues to the worst of the worst. Royal Pain was there, of course, leading the charge, with Baron Battle close behind. Even people who were supposed to be dead were there._

_And somehow Will knew, he knew that the three of them weren’t going to win this one. They were going to die._

_Layla spoke. “Don’t you dare ever try to protect me like that.”_

_So instead of throwing her, he took her hand, and she smiled at him and kissed him._

_The villains seemed to hold their breath, waiting._

_He turned to Warren. He could at least get Warren out of there. But Warren smiled and took his other hand. “You’re not getting rid of us that easily.” He leaned over and kissed Will, too._

_There was silence around them, a waiting, anticipatory silence._

_“That’s right,” said Will, hope bubbling up in him. “There’s nothing the three of us can’t handle.”_

_Together, they faced their enemies._

He blinked awake, the morning light creeping through the hole in the ceiling and into his eyes. Layla was watching him, a contented smile on her lips.

“Good morning,” she said. “I think Warren’s making coffee.”

“Mm,” Will said, grinning back. “He is the best boyfriend ever.” He sat up and stretched. “I had the craziest dream.”

“Yeah?” said Layla.

“Yeah. Let’s get some coffee, and I’ll tell you both about it.”


End file.
